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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): May 14, 2026
Franklin
Street Properties Corp.
(Exact name of registrant
as specified in its charter)
| Maryland |
001-32470 |
04-3578653 |
(State
or other jurisdiction
of incorporation) |
(Commission
File
Number) |
(IRS
Employer
Identification No.) |
401
Edgewater Place, Suite 200,
Wakefield,
Massachusetts |
01880 |
| (Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone
number, including area code: (781)557-1300
(Former name or former address,
if changed since last report.)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see
General Instruction A.2. below):
| ¨ | Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section
12(b) of the Act:
| Title
of each class |
|
Trading
Symbol (s) |
|
Name
of each exchange on which registered |
| Common Stock, $.0001 par value per share |
|
FSP |
|
NYSE American |
Indicate by check mark whether the
registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or
Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate
by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 5.07 Submission of Matters to a Vote of
Security Holders.
Franklin Street Properties
Corp., a Maryland corporation (the “Company”), held its 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”)
on May 14, 2026. The 2026 Annual Meeting was called for the following purposes: (1) to elect five directors, each to serve for a one-year
term expiring at the 2027 Annual Meeting of Stockholders and until his or her respective successor is duly elected and qualified, (2)
to ratify the Audit Committee’s appointment of Ernst & Young LLP as the Company’s independent registered public accounting
firm for the fiscal year ending December 31, 2026, and (3) to approve, by non-binding vote, the Company’s executive compensation.
(1) The following table sets forth the names of
the directors elected at the 2026 Annual Meeting for a new one-year term expiring at the 2027 Annual Meeting of Stockholders and the final
number of votes cast for, against or abstaining from voting for each director and broker non-votes.
| Name | |
For | |
Against | |
Abstain | |
Broker Non-Votes |
| George J. Carter | |
46,536,170 | |
19,626,001 | |
29,677 | |
18,829,875 |
| Georgia Murray | |
45,085,297 | |
20,517,242 | |
589,309 | |
18,829,875 |
| Jennifer Bitterman | |
53,262,700 | |
12,342,193 | |
586,955 | |
18,829,875 |
| John N. Burke | |
45,368,532 | |
20,233,956 | |
589,360 | |
18,829,875 |
| Dennis J. McGillicuddy | |
44,853,685 | |
21,318,386 | |
19,777 | |
18,829,875 |
(2) The proposal to ratify the Audit Committee’s
appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December
31, 2026 was approved. The final number of votes cast for, against or abstaining from voting on that proposal are listed below.
| For | |
Against | |
Abstain |
| 66,582,699 | |
15,247,083 | |
3,191,941 |
(3) The proposal to approve, by non-binding vote,
the Company’s executive compensation was approved. The final number of votes cast for, against or abstaining from voting on that
proposal and broker non-votes are listed below.
| For | |
Against | |
Abstain | |
Broker Non-Votes |
| 38,438,867 | |
20,811,106 | |
6,941,875 | |
18,829,875 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| |
FRANKLIN STREET PROPERTIES CORP. |
| |
|
| |
|
|
| |
By: |
/s/ Scott H. Carter |
| |
|
Scott H. Carter |
| |
|
Executive Vice President, General Counsel and Secretary |
Date: May 14, 2026
